Key Developments For Hurray! Holding Co., Ltd.
Hurray! Holding Co., Ltd. (HRAY.O) (Consolidated Issue listed on NASDAQ Global Market)
Hurray! Holding Co., Ltd. Announces Merger With Ku6 Holding Limited
Hurray! Holding Co., Ltd. announced that Hurray! and the shareholders of Ku6 Holding Limited (Ku6), have agreed to the sale of Ku6 to Hurray!, in an all stock transaction under which all of the outstanding capital shares of Ku6 will be sold to Hurray! and all of the outstanding employee stock options of Ku6 will be cancelled, in exchange for an aggregate of 723,684,204 Hurray! ordinary shares, of which 44,438,100 will be represented by American Depositary Shares of Hurray!, each representing 100 ordinary shares of Hurray!. After the completion of the merger, Ku6 will retain its brand name and become a wholly owned subsidiary of Hurray!. The Board of Directors of Hurray! has unanimously recommended this transaction. The transaction is expected to close in the first quarter of 2010.
Hurray! Holding Co., Ltd. Announces Senior Management Changes
Hurray! Holding Co., Ltd. announced the resignation as Chief Executive Officer of Mr. Songzuo Xiang, and the resignation as Chief Financial Officer and Vice President of Ms. Xiaoqing Guo for personal reasons, with immediate effect. Concurrently, the Company announced the appointment of Mr. Haibin Qu to the position of Acting Chief Executive Officer, and Mr. Li Yao to the position of Acting Chief Financial Officer, with immediate effect.
Shanda Interactive Entertainment Ltd. Announces Final Results and Completion of Tender Offer for Hurray! Holding Co., Ltd.
Shanda Interactive Entertainment Ltd. and Shanda Music Group Limited, a wholly owned subsidiary of Shanda, announced final results and completion of the tender offer for 1,155,045,300 ordinary shares, par value $0.00005 per ordinary share, of Hurray! Holding Co., Ltd., including Shares represented by American Depositary Shares (ADSs, each representing 100 Shares) at a purchase price of $0.04 per Share (equivalent to $4.00 per ADS) in cash, without interest and subject to any applicable withholding taxes. The tender offer expired on July 15, 2009. Citibank, N.A., the ADS tender agent, has advised Shanda that based on its final tabulation, 11,568,039 ADSs (representing 1,156,803,900 Shares) were validly tendered and not withdrawn. Conyers Dill & Pearman, the Share tender agent, has advised Shanda that based on its final tabulation, 266,232,760 Shares were validly tendered and not withdrawn. Based on these final results, the aggregate number of Shares (including Shares represented by ADSs) validly tendered and not withdrawn was 1,423,036,660 Shares (including Shares represented by ADSs). After giving effect to the acquisition of Shares (including Shares represented by ADSs) in the tender offer, Shanda will hold, through Shanda Music, approximately 51% of Hurray!'s total outstanding Shares calculated on a fully-diluted basis.
Shanda Interactive Entertainment Limited Announces Expiration And Preliminary Results Of Tender Offer For Hurray! Holding Co., Ltd.
Shanda Interactive Entertainment Limited and Shanda Music Group Limited (Shanda Music), a wholly owned subsidiary of Shanda, announced the expiration and preliminary results of the tender offer for 1,155,045,300 ordinary shares, par value $0.00005 per share (Shares), of Hurray! Holding Co., Ltd., including Shares represented by American Depositary Shares (ADSs each representing 100 Shares), at a purchase price of $0.04 per Share (equivalent to $4.00 per ADS) in cash, without interest and subject to any applicable withholding taxes. The tender offer expired at 12:01 a.m., New York City time, on July 15, 2009. After giving effect to the acquisition of Shares (including Shares represented by ADSs) in the tender offer, Shanda will hold, through Shanda Music, approximately 51% of Hurray!'s total outstanding Shares calculated on a fully-diluted basis.
Shanda Interactive Entertainment Limited To Purchase Majority Stake In Hurray! Holding Co., Ltd.
Shanda Interactive Entertainment Limited and Hurray! Holding Co., Ltd. announced that they have entered into a definitive agreement under which Shanda Interactive Entertainment Limited, through a wholly-owned subsidiary, will commence a tender offer to acquire 51% of the total outstanding ordinary shares of Hurray! Holding Co., Ltd. on a fully diluted basis (including shares represented by the American Depositary Shares of Hurray! Holding Co., Ltd. (ADSs)) at a price of USD0.04 per ordinary share (or USD4.00 per ADS). The offer price represents an approximately 25% premium over Hurray! Holding Co., Ltd.'s closing price on NASDAQ on June 5, 2009. The total transaction value is approximately USD46.2 million. Completion of the tender offer will be subject to the condition that at least 51% of Hurray! Holding Co., Ltd.'s outstanding shares, on a fully diluted basis, are tendered in the offer and other customary conditions. If more than 51% of the outstanding shares of Hurray! Holding Co., Ltd. are tendered in the offer, then the number of shares Shanda Interactive Entertainment Limited will purchase from each tendering shareholder will be reduced on a pro rata basis. The transaction is not subject to any financing conditions. The Board of Directors of Hurray! Holding Co., Ltd. has unanimously recommended the offer to Hurray! Holding Co., Ltd.'s shareholders.
